What changed in this filing

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Item 1. Financial Statements

2022-11-03 compared with 2022-08-04 · 149 added, 130 removed, 607 unchanged (31% of the section changed)

2 unchanged sentences

CONSOLIDATED BALANCE SHEETS (in thousands, except par values)

September 30,

Current assets:

29 unchanged sentences

Common stock - Class A, par value $ 0.01 , 400,000 shares authorized, 107,964 shares and

108,956 shares issued and outstanding at June 30, 2022 and December 31, 2021,

108,956 shares issued and outstanding at September 30, 2022 and December 31, 2021,

Additional paid-in capital

12 unchanged sentences

For the three months

For the six months

ended June 30,

For the nine months

ended September 30,

Site development

19 unchanged sentences

Other (expense) income, net

Total other (expense) income, net

Total other expense net

Income before income taxes

Benefit (provision) for income taxes

(Provision) benefit for income taxes

Net loss attributable to noncontrolling interests

3 unchanged sentences

Weighted average number of common shares

(1) Includes non-cash compensation of $ 23,248 and $ 21,077 for the three months ended June 30, 2022 and 2021, respectively, and $ 47,364 and $ 40,661 for the six months ended June 30, 2022 and 2021, respectively.

(1) Includes non-cash compensation of $ 24,945 and $ 16,589 for the three months ended September 30, 2022 and 2021, respectively, and $ 72,309 and $ 57,249 for the nine months ended September 30, 2022 and 2021, respectively.

The accompanying condensed notes are an integral part of these consolidated financial statements.

3 unchanged sentences

For the three months

For the six months

ended June 30,

For the nine months

ended September 30,

Adjustments related to interest rate swaps

10 unchanged sentences

Shareholders'

BALANCE, March 31, 2022

BALANCE, June 30, 2022

( 7,531,180 )

13 unchanged sentences

noncontrolling interests

BALANCE, June 30, 2022

BALANCE, September 30, 2022

( 7,508,231 )

19 unchanged sentences

noncontrolling interests

BALANCE, June 30, 2022

BALANCE, September 30, 2022

( 7,508,231 )

5 unchanged sentences

Shareholders'

BALANCE, March 31, 2021

BALANCE, June 30, 2021

( 6,759,382 )

7 unchanged sentences

Adjustments related to interest rate swaps

Repurchase and retirement of common stock

Foreign currency translation adjustments

2 unchanged sentences

on common stock

BALANCE, June 30, 2021

BALANCE, September 30, 2021

( 6,890,822 )

15 unchanged sentences

attributable to SBA Communications

Dividends and dividend equivalents

on common stock

Dividends on common stock

Adjustment to redemption amount related to

noncontrolling interests

BALANCE, June 30, 2021

BALANCE, September 30, 2021

( 6,890,822 )

4 unchanged sentences

(unaudited) (in thousands)

For the six months ended June 30,

For the nine months ended September 30,

CASH FLOWS FROM OPERATING ACTIVITIES:

1 unchanged sentence

Depreciation, accretion, and amortization

Gain on remeasurement of U.S.

(Gain) loss on remeasurement of U.S.

denominated intercompany loans

2 unchanged sentences

Loss from extinguishment of debt, net

Deferred income tax provision

Deferred income tax provision (benefit)

Other non-cash items reflected in the Statements of Operations

40 unchanged sentences

(unaudited) (in thousands)

For the six months ended June 30,

For the nine months ended September 30,

SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:

22 unchanged sentences

dollars, are remeasured at exchange rates in effect at the balance sheet date, and revenues and expenses are remeasured at monthly average rates prevailing during the year.

Remeasurement gains and losses are reported as other income (expense), net in the Consolidated Statements of Operations.

Remeasurement gains and losses are reported as Other (expense) income, net in the Consolidated Statements of Operations.

Intercompany Loans Subject to Remeasurement

In accordance with Accounting Standards Codification (ASC) 830, the Company remeasures foreign denominated intercompany loans with the corresponding change in the balance being recorded in Other income (expense), net in the Consolidated Statements of Operations as settlement is anticipated or planned in the foreseeable future.

The Company recorded a $ 43.1 million loss and a $ 73.6 million gain, net of taxes, on the remeasurement of intercompany loans for the three months ended June 30, 2022 and 2021, respectively, and a $ 29.8 million gain and a $ 16.6 million gain, net of taxes, on the remeasurement of intercompany loans for the six months ended June 30, 2022 and 2021, respectively, due to changes in foreign exchange rates.

During the six months ended June 30, 2022, the Company repaid $ 108.4 million of the intercompany loans.

As of June 30, 2022 and December 31, 2021, the aggregate amount outstanding under the intercompany loan agreements subject to remeasurement with the Company’s foreign subsidiaries was $ 814.5 million and $ 872.9 million, respectively.

In accordance with Accounting Standards Codification (ASC) 830, the Company remeasures foreign denominated intercompany loans with the corresponding change in the balance being recorded in Other (expense) income, net in the Consolidated Statements of Operations as settlement is anticipated or planned in the foreseeable future.

The Company recorded a $ 25.5 million loss and a $ 45.0 million loss, net of taxes, on the remeasurement of intercompany loans for the three months ended September 30, 2022 and 2021, respectively, and a $ 4.3 million gain and a $ 28.4 million loss, net of taxes, on the remeasurement of intercompany loans for the nine months ended September 30, 2022 and 2021, respectively, due to changes in foreign exchange rates.

During the nine months ended September 30, 2022, the Company funded $ 86.2 million and repaid $ 101.7 million of the intercompany loans.

As of September 30, 2022 and December 31, 2021, the aggregate amount outstanding under the intercompany loan agreements subject to remeasurement with the Company’s foreign subsidiaries was $ 855.5 million and $ 872.9 million, respectively.

Additionally, subsequent to September 30, 2022, the Company funded $ 680.0 million to its Brazilian subsidiary through an intercompany loan to complete its previously announced acquisition with Grupo TorreSur (GTS).

FAIR VALUE MEASUREMENTS

9 unchanged sentences

For the three months

For the six months

ended June 30,

For the nine months

ended September 30,

Asset impairment (1)

3 unchanged sentences

(1) Represents impairment charges resulting from the Company’s regular analysis of whether the anticipated future discounted cash flows from certain towers are sufficient to recover the carrying value of the investment in those towers .

The Company’s long-term investments were $ 42.1 million and $ 47.9 million as of June 30, 2022 and December 31, 2021, respectively, and are recorded in Other assets on the Consolidated Balance Sheets.

The Company’s long-term investments were $ 44.0 million and $ 47.9 million as of September 30, 2022 and December 31, 2021, respectively, and are recorded in Other assets on the Consolidated Balance Sheets.

Some of these investments provide for the Company to increase their investment in the future through call options exercisable by the Company and put options exercisable by the investee.

6 unchanged sentences

The Company’s estimate of its short-term investments is based primarily upon Level 1 reported market values.

As of June 30, 2022 and December 31, 2021, the Company had $ 40.8 million and $ 0.8 million of short-term investments, respectively.

For the six months ended June 30, 2022, the Company purchased $ 281.4 million and sold $ 241.4 million of short-term investments.

For the six months ended June 30, 2021, the Company purchased and sold $ 755.1 million of short-term investments.

As of September 30, 2022 and December 31, 2021, the Company had $ 21.1 million and $ 0.8 million of short-term investments, respectively.

For the nine months ended September 30, 2022, the Company purchased $ 501.6 million and sold $ 481.6 million of short-term investments.

For the nine months ended September 30, 2021, the Company purchased $ 755.4 million and sold $ 755.3 million of short-term investments.

The Company determines fair value of its debt instruments utilizing various Level 2 sources including quoted prices and indicative quotes (non-binding quotes) from brokers that require judgment to interpret market information including implied credit spreads for similar borrowings on recent trades or bid/ask prices.

4 unchanged sentences

The cash, cash equivalents, and restricted cash balances on the Consolidated Statements of Cash Flows consist of the following:

June 30, 2022

September 30, 2022

December 31, 2021

5 unchanged sentences

Restricted cash - current asset

Payment and performance bonds

Payment, performance bonds, and other

Restricted cash - current asset

3 unchanged sentences

Pursuant to the terms of the Tower Securities (see Note 10), the Company is required to establish a securitization escrow account, held by the indenture trustee, into which all rents and other sums due on the towers that secure the Tower Securities are directly deposited by the lessees.

These restricted cash amounts are used to fund reserve accounts for the payment of (1) debt service costs, (2) ground rents, real estate and personal property taxes and insurance premiums related to towers, (3) trustee and servicing expenses, and (4) management fees.

The restricted cash in the securitization escrow account in excess of required reserve balances is

subsequently released to the Borrowers monthly, provided that the Borrowers are in compliance with their debt service coverage ratio and that no event of default has occurred.

expenses, and (4) management fees.

The restricted cash in the securitization escrow account in excess of required reserve balances is subsequently released to the Borrowers monthly, provided that the Borrowers are in compliance with their debt service coverage ratio and that no event of default has occurred.

All monies held by the indenture trustee are classified as restricted cash on the Company’s Consolidated Balance Sheets.

Payment and performance bonds relate primarily to collateral requirements for tower construction currently in process by the Company.

Other restricted cash includes $ 5.5 million held in escrow as of September 30, 2022, related to the Company’s acquisition activities.

Cash is pledged as collateral related to surety bonds issued for the benefit of the Company or its affiliates in the ordinary course of business and primarily related to the Company’s tower removal obligations.

As of June 30, 2022 and December 31, 2021, the Company had $ 42.3 million in surety and payment and performance bonds for which no collateral was required to be posted.

As of September 30, 2022 and December 31, 2021, the Company had $ 42.6 million and $ 42.3 million in surety and payment and performance bonds, respectively, for which no collateral was required to be posted.

The Company periodically evaluates the collateral posted for its bonds to ensure that it meets the minimum requirements.

As of June 30, 2022 and December 31, 2021, the Company had pledged $ 2.3 million as collateral related to its workers’ compensation policy.

As of September 30, 2022 and December 31, 2021, the Company had pledged $ 2.3 million as collateral related to its workers’ compensation policy.

COSTS AND ESTIMATED EARNINGS ON UNCOMPLETED CONTRACTS

The Company’s costs and estimated earnings on uncompleted contracts are comprised of the following:

June 30, 2022

September 30, 2022

December 31, 2021

4 unchanged sentences

These amounts are included in the Consolidated Balance Sheets under the following captions:

June 30, 2022

September 30, 2022

December 31, 2021

3 unchanged sentences

uncompleted contracts (included in Other current liabilities)

At June 30, 2022 and December 31, 2021, the eight largest customers comprised 97.4 % and 98.8 %, respectively, of the costs and estimated earnings in excess of billings on uncompleted contracts, net of billings in excess of costs and estimated earnings.

At September 30, 2022 and December 31, 2021, the eight largest customers comprised 99.8 % and 98.8 %, respectively, of the costs and estimated earnings in excess of billings on uncompleted contracts, net of billings in excess of costs and estimated earnings.

PREPAID EXPENSES AND OTHER CURRENT ASSETS AND OTHER ASSETS

The Company’s prepaid expenses and other current assets are comprised of the following:

June 30, 2022

September 30, 2022

December 31, 2021

6 unchanged sentences

The Company’s other assets are comprised of the following:

June 30, 2022

September 30, 2022

December 31, 2021

10 unchanged sentences

For the three months

For the six months

ended June 30,

For the nine months

ended September 30,

(in thousands)

3 unchanged sentences

Total cash acquisition capital expenditures

(1) During the six months ended June 30, 2022, the Company closed on 1,445 sites under the previously announced deal with Airtel Tanzania for $ 176.1 million.

(1) During the nine months ended September 30, 2022, the Company closed on 1,445 sites under the previously announced deal with Airtel Tanzania for $ 176.1 million.

Legal title has been fully transferred for 1,234 of the towers.

The remaining 340 towers are pending post-closing site level documentation and due diligence and continue to be accounted for as acquired and other right-of-use assets, net on the consolidated balance sheet until transfer of title for these towers is completed, which the Company anticipates to be in tranches through the end of the second quarter of 2023.

The remaining 211 towers are pending post-closing due diligence and continue to be accounted for as acquired and other right-of-use assets, net on the consolidated balance sheet until transfer of title for these towers is completed, which the Company anticipates to be in tranches through the end of the second quarter of 2023.

Upon legal transfer, these assets will be reclassified to tower related assets.

During this period of time, the Company has all the economic rights and obligations related to these towers.

(2) The six months ended June 30, 2021 includes $ 77.1 million of acquisitions completed during the fourth quarter of 2020 which were not funded until the first quarter of 2021.

(3) During the six months ended June 30, 2021, the Company acquired the exclusive right to lease and operate utility transmission structures, which included existing wireless tenant licenses from PG&E for $ 955.8 million.

(2) The nine months ended September 30, 2021 includes $ 77.1 million of acquisitions completed during the fourth quarter of 2020 which were not funded until the first quarter of 2021.

(3) During the nine months ended September 30, 2021, the Company acquired the exclusive right to lease and operate utility transmission structures, which included existing wireless tenant licenses from PG&E for $ 969.9 million.

The difference between the purchase price and the cash acquisition amount is due to working capital adjustments.

The Company accounted for the payment with respect to these sites as a right-of-use asset, which is recorded in acquired and other right of use assets, net on its Consolidated Balance Sheets.

The payments associated with the right of use of these structures has been fully funded and will be recognized over 70 years.

(4) In addition, the Company paid $ 2.7 million and $ 3.6 million for ground lease extensions and term easements on land underlying the Company’s towers during the three months ended June 30, 2022 and 2021, respectively, and paid $ 6.5 million and $ 6.4 million for ground lease extensions and term easements on land underlying the Company’s towers during the six months ended June 30, 2022 and 2021, respectively.

The payments associated with the right of use assets will be amortized over 70 years.

(4) In addition, the Company paid $ 4.3 million and $ 4.1 million for ground lease extensions and term easements on land underlying the Company’s towers during the three months ended September 30, 2022 and 2021, respectively, and paid $ 10.6 million and $ 11.3 million for ground lease extensions and term easements on land underlying the Company’s towers during the nine months ended September 30, 2022 and 2021, respectively.

The Company recorded these amounts in prepaid rent on its Consolidated Balance Sheets.

(5) Includes amounts paid related to the acquisition of a data center in Brazil during the second quarter of 2022.

During the six months ended June 30, 2022, the Company acquired 2,017 towers and related assets and liabilities consisting of $ 106.9 million of property and equipment, net $ 141.6 million of intangible assets, net, $ 101.0 million of operating lease right-of-use assets, net, $ 45.7 million of acquired and other right-of-use assets, net and $ 108.7 million of other net liabilities assumed.

All acquisitions in the six months ended June 30, 2022 were accounted for as asset acquisitions except for one acquisition, purchased for $ 49.9 million in cash which was accounted for as a business combination.

Subsequent to June 30, 2022, the Company purchased or is under contract to purchase approximately 200 communication sites for an aggregate consideration of approximately $ 85.0 million in cash.

Additionally, the Company is under contract to purchase

approximately 2,600 sites from Grupo TorreSur in Brazil for $ 725.0 million.

The Company anticipates that these acquisitions will be consummated by the end of the fourth quarter of 2022.

The maximum potential obligation related to contingent consideration for acquisitions were $ 11.4 million and $ 11.6 million as of June 30, 2022 and December 31, 2021, respectively.

(5) The nine months ended September 30, 2022 includes amounts paid related to the acquisition of a data center in Brazil during the second quarter of 2022.

During the nine months ended September 30, 2022, the Company acquired 2,148 towers and related assets and liabilities consisting of $ 117.9 million of property and equipment, net, $ 194.5 million of intangible assets, net, $ 119.7 million of operating lease right-of-use assets, net, $ 36.6 million of acquired and other right-of-use assets, net, $ 24.3 million of acquisition related holdbacks, $ 101.4 million of long-term lease liabilities, and $ 1.0 million of other net assets assumed.

All acquisitions in the nine months ended September 30, 2022 were accounted for as asset acquisitions except for one acquisition, purchased for $ 49.9 million in cash which was accounted for as a business combination.

On October 11, 2022, the Company completed the previously announced acquisition of 2,632 sites from GTS in Brazil for $ 725.0 million in cash, net of working capital adjustments.

The Company used borrowings under the Revolving Credit Facility and cash on hand to fund the acquisition.

Additionally, subsequent to September 30, 2022, the Company purchased or is under contract to purchase approximately 34 communication sites for an aggregate consideration of approximately $ 28.5 million in cash.

The Company anticipates that these acquisitions will be consummated by the end of the first quarter of 2023.

The maximum potential obligation related to contingent consideration for acquisitions were $ 10.5 million and $ 11.6 million as of September 30, 2022 and December 31, 2021, respectively.

No such amounts have been recorded on the Company’s Consolidated Balance Sheet.

1 unchanged sentence

Property and equipment, net consists of the following:

June 30, 2022

September 30, 2022

December 31, 2021

(in thousands)

Towers and related components (1)

Towers and related assets (1)

Construction-in-process (2)

6 unchanged sentences

Property and equipment, net

(1) Includes amounts related to our data centers.

(1) Includes amounts related to the Company’s data centers.

(2) Construction-in-process represents costs incurred related to towers and other assets that are under development and will be used in the Company’s site leasing operations.

Depreciation expense was $ 68.5 million and $ 73.2 million for the three months ended June 30, 2022 and 2021, respectively, and $ 136.7 million and $ 144.9 million for the six months ended June 30, 2022 and 2021, respectively.

At June 30, 2022 and December 31, 2021, unpaid capital expenditures that are included in accounts payable and accrued expenses were $ 12.7 million and $ 7.3 million, respectively.

Depreciation expense was $ 68.3 million and $ 66.2 million for the three months ended September 30, 2022 and 2021, respectively, and $ 205.0 million and $ 206.0 million for the nine months ended September 30, 2022 and 2021, respectively.

At September 30, 2022 and December 31, 2021, unpaid capital expenditures that are included in accounts payable and accrued expenses were $ 12.7 million and $ 7.3 million, respectively.

INTANGIBLE ASSETS, NET

The following table provides the gross and net carrying amounts for each major class of intangible assets:

As of June 30, 2022

As of September 30, 2022

As of December 31, 2021

12 unchanged sentences

All intangible assets noted above are included in the Company’s site leasing segment.

Amortization expense relating to the intangible assets above was $ 102.0 million and $ 103.2 million for the three months ended June 30, 2022 and 2021, respectively, and $ 202.6 million and $ 212.9 million for the six months ended June 30, 2022 and 2021, respectively.

Amortization expense relating to the intangible assets above was $ 100.4 million and $ 100.3 million for the three months ended September 30, 2022 and 2021, respectively, and $ 303.0 million and $ 313.2 million for the nine months ended September 30, 2022 and 2021, respectively.

ACCRUED EXPENSES

The Company’s accrued expenses are comprised of the following:

June 30, 2022

September 30, 2022

December 31, 2021

6 unchanged sentences

The principal values, fair values, and carrying values of debt consist of the following (in thousands):

June 30, 2022

September 30, 2022

December 31, 2021

16 unchanged sentences

The table below reflects cash and non-cash interest expense amounts recognized by debt instrument for the periods presented:

For the three months ended June 30,

For the six months ended June 30,

For the three months ended September 30,

For the nine months ended September 30,

September 30,

(in thousands)

16 unchanged sentences

(1) The 2018 Term Loan has a blended rate of 2.328 %, which includes the impact of the interest rate swap entered into on August 4, 2020, which swapped $ 1.95 billion of notional value accruing interest at one month LIBOR plus 175 basis points for a fixed rate of 1.874 % per annum through the maturity date of the 2018 Term Loan.

Excluding the impact of the interest rate swap, the 2018 Term Loan was accruing interest at 3.420 % as of June 30, 2022.

Excluding the impact of the interest rate swap, the 2018 Term Loan was accruing interest at 4.870 % as of September 30, 2022.

Refer to Note 17 for more information on the Company’s interest rate swap.

Revolving Credit Facility under the Senior Credit Agreement

During the three months ended June 30, 2022, the Company repaid $ 150.0 million of the outstanding balance under the Revolving Credit Facility.

During the six months ended June 30, 2022, the Company borrowed $ 330.0 million and repaid $ 150.0 million of the outstanding balance under the Revolving Credit Facility.

As of June 30, 2022, there was $ 530.0 million outstanding under the Revolving Credit Facility accruing interest at 3.050 %.

In addition, SBA Senior Finance II LLC, the Company’s wholly owned subsidiary (“SBA Senior Finance II”) was required to pay a commitment fee of 0.19 % per annum on the amount of the unused commitment.

These rates include a 0.05 % reduction in the applicable spread and a 0.01 % reduction in the commitment fee as a result of meeting certain sustainability-linked targets as of December 31, 2021.

As of June 30, 2022, SBA Senior Finance II was in compliance with the financial covenants contained in the Senior Credit Agreement.

Subsequent to June 30, 2022, the Company repaid an additional $ 50.0 million under the Revolving Credit Facility, and as of the date of this filing, $ 480.0 million was outstanding.

The key terms of the revolving credit facility are as follows:

Financial Covenant

Interest Rate

September 30, 2022 (1)

September 30, 2022 (2)

September 30, 2022

Revolving Credit Facility

In Compliance

(1) The rate reflected includes a 0.050 % reduction in the applicable spread as a result of meeting certain sustainability-linked targets as of December 31, 2021.

(2) The rate reflected includes a 0.010 % reduction in the applicable commitment fee as a result of meeting certain sustainability-linked targets as of December 31, 2021

The table below summarizes the Company’s revolving credit facility activity during the three and nine months ended September 30, 2022 and 2021 (in thousands):

For the three months

For the nine months

ended September 30,

Beginning outstanding balance

( 1,190,000 )

Ending outstanding balance

Subsequent to September 30, 2022, the Company borrowed $ 625.0 million and repaid $ 40.0 million under the Revolving Credit Facility, and as of the date of this filing, $ 995.0 million was outstanding.

Term Loan under the Senior Credit Agreement

During the three and six months ended June 30, 2022, the Company repaid an aggregate of $ 6.0 million and $ 12.0 million, respectively, of principal on the 2018 Term Loan.

As of June 30, 2022, the 2018 Term Loan had a principal balance of $ 2.3 billion.

During the three and nine months ended September 30, 2022, the Company repaid an aggregate of $ 6.0 million and $ 18.0 million, respectively, of principal on the 2018 Term Loan.

As of September 30, 2022, the 2018 Term Loan had a principal balance of $ 2.3 billion.

Secured Tower Revenue Securities

As of June 30, 2022, the entities that are borrowers on the mortgage loan (the “Borrowers”) met the debt service coverage ratio required by the mortgage loan agreement and were in compliance with all other covenants as set forth in the agreement.

As of September 30, 2022, the entities that are borrowers on the mortgage loan (the “Borrowers”) met the debt service coverage ratio required by the mortgage loan agreement and were in compliance with all other covenants as set forth in the agreement.

The sole asset of the Trust consists of a non-recourse mortgage loan made in favor of the Borrowers .

10 unchanged sentences

For the three months

For the six months

ended June 30,

For the nine months

ended September 30,

Total number of shares purchased (in millions) (1)

2 unchanged sentences

(1) Amounts reflected are based on the trade date and differ from the Consolidated Statements of Cash Flows which reflects share repurchases based on the settlement date.

For the six months ended June 30, 2022, the Company paid the following cash dividends:

For the nine months ended September 30, 2022, the Company paid the following cash dividends:

Payable to Shareholders

10 unchanged sentences

June 14, 2022

July 31, 2022

August 25, 2022

$ 76.7 million

September 20, 2022

Dividends paid in 2022 were ordinary taxable dividends.

Subsequent to June 30, 2022, the Company declared the following cash dividends:

Subsequent to September 30, 2022, the Company declared the following cash dividends:

Payable to Shareholders

3 unchanged sentences

Date to be Paid

July 31, 2022

August 25, 2022

September 20, 2022

October 30, 2022

November 17, 2022

December 15, 2022

STOCK-BASED COMPENSATION

5 unchanged sentences

The following assumptions were used to estimate the fair value of options granted using the Black-Scholes option-pricing model:

June 30, 2022

September 30, 2022

Risk free interest rate

2 unchanged sentences

Expected lives

The following table summarizes the Company’s activities with respect to its stock option plans for the six months ended June 30, 2022 as follows (dollars and shares in thousands, except for per share data):

The following table summarizes the Company’s activities with respect to its stock option plans for the nine months ended September 30, 2022 as follows (dollars and shares in thousands, except for per share data):

Weighted-Average

4 unchanged sentences

Forfeited/canceled

Outstanding at June 30, 2022

Exercisable at June 30, 2022

Unvested at June 30, 2022

The weighted-average per share fair value of options granted during the six months ended June 30, 2022 was $ 82.28 .

The total intrinsic value for options exercised during the six months ended June 30, 2022 was $ 23.7 million.

Outstanding at September 30, 2022

Exercisable at September 30, 2022

Unvested at September 30, 2022

The weighted-average per share fair value of options granted during the nine months ended September 30, 2022 was $ 82.28 .

The total intrinsic value for options exercised during the nine months ended September 30, 2022 was $ 40.3 million.

Restricted Stock Units and Performance-Based Restricted Stock Units

The following table summarizes the Company’s RSU and PSU activity for the six months ended June 30, 2022:

The following table summarizes the Company’s RSU and PSU activity for the nine months ended September 30, 2022:

Weighted-Average

8 unchanged sentences

Forfeited/canceled

Outstanding at June 30, 2022

Outstanding at September 30, 2022

(1) PSUs represent the target number of shares granted that are issuable at the end of the three year performance period.

3 unchanged sentences

taxable REIT subsidiary (“TRS”).

The TRS has concluded that it is more likely than not that its deferred tax assets will not be realized and has

recorded a full valuation allowance.

The TRS has concluded that a full valuation allowance is appropriate for the current period.

A foreign tax provision is recognized because certain foreign subsidiaries of the Company have profitable operations or are in a net deferred tax liability position.

21 unchanged sentences

Int'l Site

For the three months ended June 30, 2022

For the three months ended September 30, 2022

(in thousands)

11 unchanged sentences

Cash capital expenditures (3)

For the three months ended June 30, 2021

For the three months ended September 30, 2021

Cost of revenues (2)

6 unchanged sentences

Operating income (loss)

Other income (principally interest

Other expense (principally interest

expense and other expense)

3 unchanged sentences

Int'l Site

For the six months ended June 30, 2022

For the nine months ended September 30, 2022

(in thousands)

11 unchanged sentences

Cash capital expenditures (3)

For the six months ended June 30, 2021

For the nine months ended September 30, 2021

Cost of revenues (2)

13 unchanged sentences

(in thousands)

As of June 30, 2022

As of September 30, 2022

As of December 31, 2021

(1) For the three months ended June 30, 2022 and 2021, site leasing revenue in Brazil was $ 73.8 million and $ 58.4 million, respectively.

For the six months ended June 30, 2022 and 2021, site leasing revenue in Brazil was $ 139.1 million and $ 113.8 million, respectively.

(1) For the three months ended September 30, 2022 and 2021, site leasing revenue in Brazil was $ 70.7 million and $ 60.7 million, respectively.

For the nine months ended September 30, 2022 and 2021, site leasing revenue in Brazil was $ 209.8 million and $ 174.5 million, respectively.

Other than Brazil, no foreign country represented a material amount of the Company’s total revenues in any of the periods presented.

Total long-lived assets in Brazil were $ 0.9 billion as of June 30, 2022 and December 31, 2021.

Total long-lived assets in Brazil were $ 0.9 billion as of September 30, 2022 and December 31, 2021.

(2) Excludes depreciation, amortization, and accretion.

2 unchanged sentences

EARNINGS PER SHARE

B asic earnings per share was computed by dividing net income attributable to SBA Communications Corporation by the weighted-average number of shares of Common Stock outstanding for each respective period.

Diluted earnings per share was calculated by dividing net income attributable to SBA Communications Corporation by the weighted-average number of shares of Common Stock outstanding adjusted for any dilutive Common Stock equivalents, including unvested RSUs, PSUs, and shares issuable upon exercise of stock options as determined under the “Treasury Stock” method .

The following table sets forth basic and diluted net income per common share attributable to common shareholders for the three and six months ended June 30, 2022 and 2021 (in thousands, except per share data):

B asic earnings per share was computed by dividing net income attributable to SBA Communications Corporation by the weighted-average number of shares of Class A common stock outstanding for each respective period.

Diluted earnings per share was calculated by dividing net income attributable to SBA Communications Corporation by the weighted-average number of shares of Class A common stock outstanding adjusted for any dilutive Class A common stock equivalents, including unvested RSUs, PSUs, and shares issuable upon exercise of stock options as determined under the “Treasury Stock” method .

The following table sets forth basic and diluted net income per common share attributable to common shareholders for the three and nine months ended September 30, 2022 and 2021 (in thousands, except per share data):

For the three months

For the six months

ended June 30,

For the nine months

ended September 30,

Net income attributable to SBA

5 unchanged sentences

Communications Corporation:

For the three and six months ended June 30, 2022 and 2021, the diluted weighted-average number of common shares outstanding excluded an immaterial number of shares issuable upon exercise of the Company’s stock options because the impact would be anti-dilutive.

For the three and nine months ended September 30, 2022 and 2021, the diluted weighted-average number of common shares outstanding excluded an immaterial number of shares issuable upon exercise of the Company’s stock options because the impact would be anti-dilutive.

REDEEMABLE NONCONTROLLING INTERESTS

3 unchanged sentences

The fair value of the redeemable noncontrolling interest is estimated using Level 3 inputs.

The components of redeemable noncontrolling interests as of June 30, 2022 are as follows (in thousands):

The components of redeemable noncontrolling interests as of September 30, 2022 are as follows (in thousands):

September 30,

Beginning balance

10 unchanged sentences

The Company designated this interest rate swap as a cash flow hedge as it is expected to be highly effective at offsetting changes in cash flows of the LIBOR based component interest payments of its 2018 Term Loan.

As of June 30, 2022, the hedge remains highly effective;

As of September 30, 2022, the hedge remains highly effective;

therefore, changes in fair value are recorded in Accumulated other comprehensive loss, net.

As of June 30, 2022 and December 31, 2021, the interest rate swap had a fair value of $ 147.0 million and $ 60.3 million, respectively, and is recorded in Other assets on the Consolidated Balance Sheets.

As of September 30, 2022 and December 31, 2021, the interest rate swap had a fair value of $ 189.2 million and $ 60.3 million, respectively, and is recorded in Other assets on the Consolidated Balance Sheets.

On August 4, 2020, the Company also terminated its existing interest rate swaps, which were previously de-designated as cash flow hedges.

There was no cash transferred in connection with the termination of these swaps.

The Company reclassifies the fair

value of its interest rate swaps recorded in Accumulated other comprehensive loss, net on their de-designation date to non-cash interest expense on the Consolidated Statements of Operations over their respective remaining term end dates, which range from 2023 to 2025 .

Accumulated other comprehensive loss, net includes an aggregate $ 61.3 million gain and a $ 47.8 million loss as of June 30, 2022 and December 31, 2021, respectively.

The Company reclassifies the fair value of its interest rate swaps recorded in Accumulated other comprehensive loss, net on their de-designation date to non-cash interest expense on the Consolidated Statements of Operations over their respective remaining term end dates, which range from 2023 to 2025 .

Accumulated other comprehensive loss, net includes an aggregate $ 114.7 million gain and a $ 47.8 million loss as of September 30, 2022 and December 31, 2021, respectively.

The Company is exposed to counterparty credit risk to the extent that a counterparty fails to meet the terms of a contract.

1 unchanged sentence

The cash flows associated with these activities are reported in Net cash provided by operating activities on the Consolidated Statements of Cash Flows with the exception of the termination of interest rate swaps, which are recorded in Net cash used in financing activities .

The table below outlines the effects of the Company’s derivatives on the Consolidated Statements of Operations and Consolidated Statements of Shareholders’ Deficit for the three and six month periods ended June 30, 2022 and 2021.

For the three months

For the six months

ended June 30,

For the nine months

ended September 30,

Cash Flow Hedge - Interest Rate Swap Agreement

5 unchanged sentences

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 1. Financial Statements